The Ultimates and The Superiors
by juubi-hanyou
Summary: At a young age Peter Parker lost both his parents and moved in with his aunt, uncle, and cousin. Then one day something big happened that would change both his cousin and his lives. OC Mature language
1. Chapter 1

Me: Hello everyone it's your friendly neighborhood JH bringing you a brand spanking new story.

Disclaimer: Really? are you just going to neglect your other ones.

Me: No I am not neglecting my other stories I just recently had the drive to do this one.

Disclaimer: I wanna ask why but I don't really care so long as you're not dead everything's fine.

Malice: I'd wanna ask why only that but then I know the answer is gonna be something about money.

Me: Well at least he somewhat cares. Anyway kiddos as reference and because I don't wanna spend most of my time do author notes I'm going to list out which universe design I'm using for each character.

Characters:

Gwen Stacy - Earth 616

Peter Parker - Earth 26496

Mary Jane Watson - Earth 1610

Harry Osborn - Earth 1610

May Parker - Earth 1610

Ben Parker - Earth 26496

Richard Parker - Earth 120703

Mary Parker - Earth 70105

Flash Thompson - Earth 26496

Me: Also for this story I'm using the Marvel cinematic universe, the myth Spider-Man 3, Ultimate Spider-Man, Spectacular Spider-Man, Spider-Man the animated series, Spider-Man and his amazing friends, Amazing Spider-Man, my own ideas, Superior Spider-Man, and anything else that I wanna use. Please note that I may just use costume designs or I may use episodes or bits and pieces, so the canon is thrown off a bit.

Malice: Okay Disclaimer say what needs to be said so JH doesn't get sued and we don't lose our jobs.

Disclaimer: JH owns nothing except for his OC(s), everything else is owned by their respective piss pots.

"Talking"

'Thinking'

 _Flashback_

" **Other Being Talking"**

 **'Other Being Thinking'**

 ** _Yelling/Ranting_**

(Scene change/Timeskip)

Chapter 1: Spider Bite

( _10 years ago)_

 _It was a stormy night when a family of three knocked on the door of Ben and May Parker's house. The door proceeded to be opened by one Ben Parker to see his brother Richard Parker, his wife Mary Parker, and their son Peter Parker, who had a pack full of his stuff._

 _"Richard, why are you here?" Ben asked his brother seeing the troubled look on his face._

 _"Ben we need to talk, can we come in?" Richard asked as Ben moved aside and allowed his brother and his family to come in._

 _As the family of three walked into the house, young Peter Parker took the time to look around the place and found it to look pretty normal._

 _"Ah Richard, Mary, Peter, what are you doing here?" A feminine voice coming from the living room asked. The family looked towards the living room, to find May Parker sitting there reading a book to a young boy around Peter's age. This was Julius Parker, the son of Ben and May Parker._

 _"May, Julius hello. We need to talk to you." Richard said with a grave tone in his voice. Ben locked the door and took one look at Richard before turning to his wife and son._

 _"Julius, why don't you take Peter up to the guest room so he can put his stuff down…?" Ben said to his son as he got off the couch and ran over to his cousin._

 _"Come on Pete, let's go put your stuff down then I'll show you where Mamma hides the cookies." Julius said to his cousin as he began to pull him upstairs._

 _"I need to remember to change where I hide those after this." May said as she started to think of potential places to hide the cookies._

 _(Later)_

 _Richard and Mary Parker were in the middle of saying goodbye to Peter, having finished their talk with Ben and May._

 _"Ok Peter, your father and I are going away for awhile and you'll be staying with your aunt, uncle, and cousin." Mary explained with tears in her eyes. "Be good okay? Make sure not to give your aunt and uncle too much trouble and keep your cousin out of trouble too." Mary continued as the tears started to stream down her face._

 _Peter nodded as he started to tear up as well. Mary offered a hug which Peter accepted before turning towards his father. "I know that we're springing this on you son, but you have to be strong I promise we'll be back soon. Now I have something to give you." Richard opened a suitcase he had with him and opened it. Pulling out a needle, he injected its contents into Peter. Peter began to get a bit drowsy before he fell asleep on the floor. "Julius can you come over here I have something to give you as well."_

 _Julius who had been standing with his parents, looked at his cousin then his uncle before carefully walking over to him. Richard took out a second needle and repeated the process with Julius. Julius, like Peter, started to feel drowsy before falling asleep next to his cousin._

 _"Bye my son, and goodbye my nephew, we'll see you again soon." Richard promised as he and Mary walked out the door not knowing that they would not be able to keep that promise._

(Present)

Currently a 16 year old Julius Parker was sleeping in class when he was suddenly woken up by someone shaking him and calling his name.

"..ake up, wake up Julius, Julius, Julius... ** _WAKE UP Julius!"_** Yelled a now 16 year old Peter as he tried to wake up his lazy cousin.

"...Ngh...Pete, what's up?" Asked a tired Julius as he rubbed his eyes.

"It's time to wake up, class is over." Peter informed him as he began walking towards the door. "Come on before you miss your next period, and no you can't skip. You promised aunt May you wouldn't skip for the entire month." Peter continued stopping Julius from saying what he was about to say.

"Ugh, fine, why do you always have to be the responsible one?" Julius asked as he got his things together and met up with Peter at the door as they proceeded to walk out.

"Considering your track record Julius, one of you have to be the responsible one." A feminine voice said from behind the two. The duo turned around to reveal the owner of the voice none other than their long time friend and neighbor Mary Jane Watson.

"Hey MJ, s'up." Julius said using the nickname both he and his cousin always use when addressing the beautiful redhead.

"Well, besides trying to make it to my next class on time nothing much, you?" Mary Jane asked.

"Well, I'm forcing Julius to get to his class on time then going to class myself…" Peter was saying before stopping abruptly as he stared at something.

"Pete, Pete, Petey boy." Julius said before waving his hand in front of Peter's face trying to grab his attention. The boy pushed his hand to the side harshly. Julius stood next to Mary Jane as they both looked at Peter. "Okay, what's wrong with him? He normally tries to deck me whenever I call him that." Julius said as he and Mary Jane turned their heads to the same direction Peter is facing. When they turned their heads they were instantly able to spot the source of Peter's distraction, it was the school beauty known as Gwen Stacy. "Really Pete, really..? You know, if you're so in love with her, just talk to her." Julius said as he turned back to his cousin. "I'm pretty sure it's obvious to most people you caught the feels for her, she probably knows herself and is just waiting for you to approach her. I mean if a person had a crush on me and I did or did not know I'd still want them to ask me out already, instead of having to wait for them to work up the courage." Julius continued missing the blush that formed on Mary Jane's face before she turned her head away as he looked towards her. "Wouldn't you want the same MJ?"

"Uh ye-yeah right." Mary Jane said keeping her head turned away.

"See, just go talk to her." Julius said as he got behind Peter and shoved him in Gwen's direction.

Peter stumbled forward before sending Julius a glare as he began to walk towards Gwen. "Hey you're Gwen Stacy right?" Peter asked trying to spark a conversation.

Gwen turned towards him and replied, "Yeah I am, you're Peter Parker, the one that takes pictures of school events?"

"Yeah, I believe I am unless you know another person with the same first and last name and love of photography. If so me and him so got to meet and start the Peter Parker club." Peter said trying to be funny and from the way that Gwen chuckled it worked.

"Haha and all the stories both of you could share it would be funny to see." Gwen said playing along.

"So, umm…" Peter started trying to think of something to say.

"He wants to know if you're free friday." Julius said stepping in for his cousin.

"Umm, yeah sure." Gwen said sounding a little unsure at first.

"Cool, it's a date." Peter said finally coming up with something to say.

"Okay. See you later miss Stacy, we got to get to class." Julius said pushing Peter along as he looked back and waved.

"So…?" Mary Jane asked looking expectantly at the two.

"He has a date on friday." Julius said with a smug grin on his face.

"Oh my god, Peter we have to get you ready. You have to pick out what you'll wear, where you'll take her, what you'll say…" Mary Jane said listing things they'll need to do to prepare Peter for his date.

"Okay MJ, we'll see you last period. Let's go Pete." Julius said pulling Peter to class.

(Later, Last Period)

The day went by pretty fast for the three. Julius spent lunch outside, Peter spent it working on a project and Mary Jane was the only one to actually go to lunch. The three best friends were sitting in chemistry waiting for the teacher to come in.

"Yes, this day is almost over." Julius sighed out as he lays his head on the table.

"I don't know why you act like school is such a hassle, you are literally one of the smartest people here." Mary Jane said looking back at Julius.

"I act that way cause it is, if I know the material I shouldn't have to sit through class or stay awake." Julius said looking up at Mary Jane before putting his head back down.

"You need to so that the material remains in your head." Peter stated as if it was a fact.

"Is he complaining about school again?" Came the voice of the fourth member to their little group of friends, Harry Osborn. Harry has been Julius, Mary Jane and Peter's friend since kindergarten and are the only people to actually not care about him being wealthy.

"You know Julius, he'll say anything that requires doing work is a hassle." Peter said, making Julius glare up at him.

"Not everything. I study, mess with chemicals, make my own food, and get dressed in the morning." Julius pointed out trying to prove that he isn't that lazy.

"Note how doing homework wasn't on that list and literally getting "dressed" for you is just putting on whatever is lying around and doesn't smell, while color coordinating to the smallest degree." Peter said while doing air quotes when he said dressed.

Mary Jane and Harry laughed while Julius just went back to laying his head down on the table. He was just getting comfy when the teacher walked in.

"Alright everyone take your seats, we have a lot to do today. First I would like to remind you that the trip to Oscorp is tomorrow so this is your last chance to turn in your permission slips." The teacher said as the class took their seats. Both Peter and Julius gained excited looks when the trip was mentioned, both not being able to wait for a chance to get a look into one of the most advanced facilities known to New York.

Class had gone by smoothly for the group of friends, they were now outside of class hanging out.

"I still can't believe we get to go to Oscorp tomorrow." Julius said actually excited.

"I mean it's not really that great." Harry said not really caring about the trip.

"Yeah that's because you get to go there whenever you want, we don't so this is awesome." Peter explained.

"Yeah, well whatever. See you guys tomorrow, I gotta get home." Harry said leaving as his three best friends waved him goodbye.

(Later, Parker residence)

Peter and Julius were just getting inside the house after saying goodbye to Mary Jane. Sitting on the couch was May Parker knitting a sweater.

"Hey ma/aunt May." Said Julius and Peter respectively as they came in, gave her a kiss on the cheek each then headed to the basement. They had changed the basement into a lab of sorts; to one side was multiple computers, to another was chemicals and a display board. Also there was a bean bag here and there, a television, couch and rolling chairs.

The two got downstairs and went to do their own thing. Peter was at the computers, pulled out his father's satchel, and emptied it of it's contents shifting through it. As for Julius he was on the couch, turned on the television and started channel surfing. They remained like this for the rest of the day until May called them up for dinner with her and Ben who had come home earlier in the day.

(The next day, Oscorp)

The class was currently taking a tour of the facility looking at all the projects currently being worked on.

"...Oscorp most prominent project at the moment is it's research into cross-species genetics. Our most proudest of these is our work with arachnids, we were able to crossbreed two spiders into some of the strongest of their kind with traits from other breeds of spiders." Their tour guide explained as the group stopped for a moment in the middle of a room with animals in display cases.

"Okay class, we are going to take a break everyone has a chance to explore at their leisure make sure to be back in 30 minutes." The teacher said as everyone broke apart into their own groups.

(With Julius, Mary Jane, Peter, and Harry)

Julius, Mary Jane, and Harry was posing in front of some of the projects as Peter took pictures. Mary Jane and Julius currently had their arms over each other's shoulder and was making a face towards the camera. Suddenly, Peter was hit in the back of the head by a football. Mary Jane went over to Peter and checked him over for injuries, while Julius and Harry picked up the football and looked towards the direction it came from. Laughing with his own little group of friends was Flash Thompson an old friend turned bully of the group.

" ** _What the hell, Flash?"_** Asked Julius in a shouting manner as he glared at his former friend.

Flash continued to laugh until he was finally able to calm down enough to speak. "Sorry bro, must have messed up on my throw." Flash said with no form of sincerity. "Could you toss it back over?"

Julius kept up his glare as he pulled back his arm and threw as hard as he could, aiming for Flash's stomach knocking the air out of him. Flash stumbled back a bit and glared up at Julius, and threw the ball back at him. Julius ducked out of the way causing the ball to hit the display of spiders a little further behind him. The display rocked back and forth before knocking over and smashing open allowing for them to escape and roam free. Everyone erupted into an uproar as they scrambled to get out of the area. As Peter, Julius, Mary Jane, and Harry were trying to push themselves past when one of the spiders jumped onto Mary Jane's shoulder. Julius raised his hand to whack the spider off only for it to jump on to his hand and bite him before falling off dead. The others looked at him in worry not noticing the spider crawling up Peter's leg. He started to wriggle around and smack around his body trying to kill the spider. The spider got all the way to the back of his neck and bite him before also falling off dead. Both Peter and Julius started to feel dizzy as their friends tried to grab their attention, both their heads started to pundits before they finally fell unconscious.

(End)

Me: I think that went rather well don't you.

Disclaimer: Yeah yeah whatever, we done?

Me: Yeah we're done.

Disclaimer: Yes time to clock out for the night. 'Goes to grab his time card and clock out'

Malice: You do realize we still have to close out right and that if you don't JH will dock your pay.

Me: Malice no need to tell him that I'm sure he knows and if he doesn't well then I guess he'll learn.

Disclaimer: Don't forget to R&R, Ja.

Me and Malice: Ne. 'Disclaimer clocks out and leaves in a rush.'

Me: He's a sad sad man.

Malice: Yup.


	2. Chapter 2

Me: Hello all and welcome back to "The Ultimates and The Superiors".

Disclaimer: So you're finally back with with chapter two.

Me: Yup sorry it took me forever I have the muse it is just forcing myself to stick through the writing process even when I run into blockage.

Malice: But shouldn't you enjoy what you write?

Me: Oh I do make no mistake this is one of the stories I am most excited about and want to work on the most.

Malice: Well okay then, we should get to the story and not keep readers waiting any longer.

Me: Right! Disclaimer!

Disclaimer: JH owns nothing except for his OC(s). Everything else mostly owned by Marvel.

"Talking"

'Thinking'

 _Flashback_

" **Other Being Talking"**

 **'Other Being Thinking'**

 ** _Yelling/Ranting_**

(Scene change/Timeskip)

Chapter 2: You should be a hero

Beep...beep...beep

That was the only sound in the room occupied by the unconscious duo. The two currently resided in a hospital room and had just finished with their third check-up for any abnormalities.

"Ngh...mmm." That came from the more lazy of the two as he stirred from his spider bite induced slumber. Julius sat up and blinked once...twice...three times before finally taking a look at his surroundings, to his right laid his cousin and a window with the curtains drawn, to his left was two doors: one probably leading to a bathroom and the other the hallway, and then surrounding him and his cousin was some standard medical equipment that you would expect a hospital to have.

"Ahh, my head is killing me, hey...Peter wake up." Julius said resting his hand on his head before calling over to his cousin.

"Ngh...five more minutes Aunt May, get Julius up first." Peter said asleep, Julius glared before grabbing his pillow and throwing it a Peter. Peter woke up with a startle looking back and forth rapidly before resting his eyes on his cousin. "What was that for?" Peter asked.

"Two things; first to wake you up, and second because you're the reason ma forces me out the bed in the morning." Julius said as he crossed his arms and laid back down.

"Ehehehe." The latter laughed sheepishly, while rubbing the back of his head. After that moment the door to the room was opened and a nurse walked in with her back to them. As she turned around she froze seeing the two now awake. She rushed back out the room and the two could hear the slight yell of doctor. The two looked at each other then back at the door with a confused look. Soon the nurse came back with a doctor and two other nurses, who proceeded to ask them questions and perform a check up.

"Well everything seems to be in order Mr. Parker and... Mr. Parker, which is good considering how you both were when you came here." The doctor said to both of them with a smile as two of the nurses left leaving the one that originally came and the doctor.

"How long have we been out doc?" Peter asked.

"It's been a full week." The doctor answered.

"A full week? Fuck that means you missed your date Pete, and I missed my chance to tease you." Julius said disappointed.

"Yes well since you came here you have had quite the number of visitors, actually your legal guardians and friend are on their way right now." The doctor said as he gestured towards a dresser full of flowers, cards, and teddy bears that Julius had missed during his observation.

"Wow, even Flash came to visit us, huh? Guess I got to cut him some slack when we get back to school." Julius said as he got off the bed and hobbled over to the dresser with the help of the nurse.

"Right, umm...doctor are we clear to leave?" Peter asked.

"Yes you are. We just need to wait for your guardians to get here so they can sign the release forms." The doctor answered Peter's question as Julius came back over to his bed and sat down on the edge.

"I hope they bring us a change of clothes." Peter said.

"Of course they'll bring us clothes, I just hope they bring food...I'm starving." Julius said in response to Peter.

(Later)

The doctor and nurse had left the room a while ago, after having explained a few things to the two about their current condition. The two were now doing their own thing in the room while they waited for Ben, May, and possibly Mary Jane to come. Julius was sitting in a chair by the window just people watching, while Peter sat on his bed looking over some of the gifts they had gotten over the past week.

"Huh, I didn't think Flash still cared." Peter said as he looked at the bouquet flowers they got from Flash.

"I know right it's so weird." Julius said as he looked at Peter before turning back to the window. "Did Gwen get you anything?"

"Don't you mean us?" Peter asked his cousin since most of the gifts were for both of them.

"No, I mean you specifically. I mean the girl obviously likes you with how little convincing we had to do for you to get that date. So by that logic I get something generic and you get something special." Julius explained as he turned to face Peter.

"I hate it when your logic is sound." Peter said in a annoyed tone. This was because despite Julius's nonchalant behavior he was very intelligent but seemed to let it go to waste if something didn't peak his interest. Since he chooses to behave like this Peter and others tend to forget how smart he really is and is left stumped whenever challenging him and ending up on the losing end. If that wasn't enough he also always seemed to gain a little smug look whenever it happened.

"If you hate my logic being sound then stop forgetting that I'm basically as smart if not smarter than you." Julius said with a cocky grin on his face.

"Hey, you are so not smarter than me, you lack the drive to be." Peter said looking offended.

"Keep telling yourself that." Julius said going back to looking out the window seeing the reflection of some new guests in it.

"Alright break it up you two, we don't need you two overloading your brain on an argument about science." Said the voice of Mary Jane as she walked into the room with Ben and May.

"Now you two get dressed while we fill out your forms." Ben said as he handed them both a bag with clothes in it.

"Thanks pop/uncle Ben." They said at the same time as the three guests left the room, two to fill out the release forms and the other to give them privacy. Julius walked over to his side of the room, while Peter moved the curtain so that both of them could have their privacy.

"Don't know why MJ left, not like it's anything she hasn't seen before." Julius said not really caring about modesty when it comes to people he's close too.

"Yeah well we're not exactly as young as before when that stuff didn't matter and we could change in front of each other. We're 16 now so we have to act it." Peter said knowing about Julius' lack of care for the norm.

"Still, it doesn't change the fact that the curtains could be drawn to cover us both completely." Julius said offhandedly as he put on pants. Peter blinked owlishly as he realized that once again Julius was pulling his actually a genius trick.

(A week later)

After filling out the forms the group had left to get something to eat before going home. When they had got back, May had insisted upon them staying home for the week to make sure they were back to full health. During the time they spent home the two were not allowed into the basement, to avoid any potential threat to their health that may be in their makeshift lab. To say that week was boring would be an understatement for the two, but now here they are on their first week back to school.

Peter, Julius, and Mary Jane stood outside the school as they took a breath before walking through the gates letting them on campus. As they walked through, people were waving at them and every now and then one would come up to them and asked the cousins how they were feeling. As they walked into the school they saw Harry standing by his locker on his phone.

"Harry! What's up bro, we're back." Julius said as he jogged over to Harry and punched him in the arm.

"Hey guys. I'm glad you're feeling better...it has been kinda boring without you guys around." Harry said as he reciprocated the punch. Peter and Mary Jane arrived at the locker, Peter gave Harry a five while Mary Jane gave him a hug.

"So what the doctors say?" Harry asked.

Julius gained a stern face and said. "Harry I'm not gonna lie to you it's serious doctor gives about 2 weeks before…" Julius paused, Harry gained a worried look and leaned forward a bit.

"Before…?" Harry asked worried about two of his best friends.

"Before...we're both back to 100%, you big dumb dumb." Julius said with a grin as he put Harry in a headlock and messed with his hair.

"Alright that's great we won't be minus two for the movie night now." Harry said as he broke out the headlock and put Julius in one.

"Haha...owowowow." Julius began laughing before getting a splitting headache causing Harry to let go and give him some space.

"You alright Julius?" Mary Jane asked worried about the lazy Parker.

"Y...yeah I'm fine, just a slight headache is all been suffering from it ever since I woke up." Julius said as he held and rubbed his head in hopes of ridding himself of the headache.

"Well, are you sure you'll be okay? Maybe you should go home." Mary Jane suggested.

"Ehe, you sounded just like ma right there. She said the same thing before we left this morning." Julius said with a pained grin before taking his hand off his head and resting it on Mary Jane's shoulder. "I'm fine MJ don't worry." Julius said turning his pained grin into one of reassurance.

The school bell rung signaling the students that classes were about to start.

"Never thought I would say this but let's get to class." Julius said as he started to walk to class.

(Lunch)

The beginning of the school day had gone relatively smooth without any really major issues. Whenever Julius would try to go to sleep in class the headache would wake him up. Right now he had his head down on the table as Peter, Harry, and Mary Jane sat around him eating lunch.

"You should eat, Julius you're not going to get better by not eating." Peter said as he took a bite of the sandwich May made him for lunch. "Or, at least give me your cookies if you're not going to eat them." He added as he reached his hands to take a cookie from Julius's lunch.

"Don't even think about it cuz." Julius threatened as he grabbed Peter's wrist before he could take the cookie.

"Okay okay, but you can't just eat the cookies." Peter said as he pulled back his arm after Julius let go of his wrist.

"You need actual food in your system. " Mary Jane said sending a worried glance to Julius.

"Ugh fine, I'll eat." Julius said in a annoyed tone as he grabbed his sandwich made by May and took a bite. "There happy?" Julius asked with his mouth full before swallowing.

"Yes." Mary Jane, Harry, and Peter said in unison. With the group of four busy arguing, none of the four took notice of Flash Thompson coming up to their table until he reached out toward Julius only for him to get his arm twisted behind him by said teen. Everything went quiet as the lunchroom bore witness as the lazy Parker in quick succession get up, grab Flash's arm, and push him against the table and twist his arm behind his back.

"What the hell Parker? You diagnosed with insanity or something, I was just coming to ask if you and your puny version were ok." Flash said with a angry look on his face.

Julius gained a horrified look as he let go and backed away from Flash."Flash I'm so sorry, I don't know what happened to...I need to get me some air." Julius said as he ran out the the lunchroom then out the school building in general. Julius felt dizzy as he ran, not paying attention to his surroundings he ended up in the idle of the road when he finally became stable and heard a honk. Julius turned his head towards the sound and found a car coming right at him, he closed his eyes and clenched up prepared for the pain only for it to never come. Julius opened his eyes to a perfect side view of the street with the car that should have hit him where he was standing with the driver looking out the window trying to find him. Julius looked at his current location to find he was on the side of a building sticking to it perfectly.

"What the hell?" Julius asked as he held a look of confusion on his face. "Well I guess this is convenient, though there begs the question of how to get down." Julius said as he tried looking around for some clue to how to get down from his current perch.

(Later, Parker residence)

Julius after finally figuring out how to get down (AN: Read "jumping off") he made his way home so that he could try to get some clue as to what's going on with him.

"Julius what are you doing back here, shouldn't you be at school?" May asked as she worried since normally if he ditched a class he'd stay on campus to got to classes that he actually liked, him coming home was unusual.

"I wasn't feeling so well ma, I think I'll just go into the lab." Julius explained as he made his way towards the basement.

"Oh no, if you're feeling sick you will recuperate in your room, not in the place that would probably make you sicker." May said with a glare as she got up and changed his course to upstairs.

"Ma, all it is is a minor headache, I got some medicine downstairs that should help get rid of it." Julius said as he changed his course back to the basement. "Don't worry I'll be back to normal once I take it and have a quick nap." Julius continued as he walked to the basement door and opened it.

"Are you sure?" May asked worriedly.

"I'm sure." Julius reassured as he waved her off and headed down into the basement.

Once Julius got fully inside the basement he got to work trying to figure out what was going on with him. He got a pin to prick his finger, put a drop of the blood that came out onto a slide and stuck it under a microscope. Julius took a look and adjusted the microscope to get the right view of his blood cells to see nothing out of the ordinary.

"Okay that's weird." Julius said as he pulled his head away and leaned back in the chair he was sitting in.

(End of School, Midtown High)

Peter and Mary Jane were walking out the school when Peter got a call on his phone. Peter pulled it out his pocket and looked to see the caller was Julius.

"Who is it?" Mary Jane asked looking over at Peter.

"Julius." Peter responded as he answered his phone. "Uh huh...yeah...right...ok, we're on our way." Peter said into the phone as Mary Jane tried to listen in.

"What did he say?" Mary Jane asked as she backed up.

"He said to come to the house quick he has something to show us." Peter said as he began to walk home. Mary Jane looked for a second then began to follow Peter.

(Later, Parker Residence)

The duo arrived at the house and came inside to find May preparing dinner. "Hey Aunt May I'm back home from school, I brought MJ with me." Peter said as he walked up to May to give her a hug and a kiss on the cheek.

"Welcome back Peter, hello Mary Jane." May said as she faced the two. "So how was your day?"

"It was ok despite Julius leaving and not coming back." Peter said in response to her question.

"Speaking of Julius where is he? He called Peter earlier about something." Mary Jane questioned.

"Oh he is in that basement, though I have no idea what is going on. He hasn't been up here since he came in." May explained as she turned back around to get to preparing dinner. "Honestly he is not gonna get any better being down there, but will he listen to me when I tell him that? No. it's "I'll be fine ma don't worry, it's only a minor headache." May said to herself as Peter and Mary Jane went into the basement.

The pair made it down to find the makeshift lab void of any sign of Julius being there.

"Where is that slacker?" Peter asked as he looked in all directions of the room except up.

"Why don't you look up." A voice said from above the two, Peter and Mary Jane looked up to find one Julius leaning against the ceiling eating a bag of chips. "Hey guys what's up? Oh wait, I guess that would be me."

Peter and Mary Jane stared up at Julius slacked jaw and amazed as he snickered to himself.

"You should see your faces." Julius said as he took out a camera and snapped a picture of the two, the flash waking them from their daze. "That's one for the yearbook."

"Julius, what the…why are you on the ceiling, better yet how did you get on the ceiling and why aren't you falling off?" Peter asked as he looked up at his cousin.

"I'm not entirely sure, I think it might be some form of mutation that activated by the spider bite." Julius said as he jumped down from the ceiling.

"Wait you said activated, don't you mean given to you by the spider bite?" Peter asked.

"No, it definitely was activated, because you were bitten too but you don't have any mutations right." Julius explained as he took on a thinking pose.

"Yeah, but it could also be the spider that bit me was a regular spider." Peter suggested.

"Maybe, hmm...well for now let's just agree that it is a mutation." Julius said as he took a seat on a bean bag chair still eating the chips.

"Would you stop eating chips and being so nonchalant about it? This is a serious matter." Peter said as he snatched the chips away from Julius.

"Hey, it's not like I'm not taking this seriously I just already experienced my freak out moment, now I am just curious. Can you give me back my chips?" Julius said then asked as he pointed his fist towards the bag and a string of white flew towards the bag latching onto it. Julius then grabbed the string and pulled back on it causing the bag to come flying towards him.

"What was that?" Peter asked a bit freaked out.

"That my dear cousin was my all natural, super sticky, super strong webbing." Julius explained as he caught his chips and started eating them again.

Peter stood there with a shocked expression before finally taking a seat while massaging his temples. Julius just stared at him before directing his attention towards Mary Jane.

"MJ you okay? You've been pretty quiet." Julius asked the redhead as she just stood there with a blank expression before blinking then gaining an excited expression on her face.

"Oh. My. God. Oh my God, oh my God. Julius do you realize what this means?" Mary Jane asked.

"That I am now a freak of nature and you better get in the pitchforks and torches market now, if you wanna make a quick buck." Julius said trying to be humorous.

"What? No, it means that you can be the one thing I care about more than fashion, reporting or acting." Mary Jane said.

"Which is?" Julius asked.

"A superhero of course." Mary Jane as if it was the most obvious thing in the world.

"Sure why not." Julius said in response.

"Julius, come on please? I mean...wait did you just agree?" Mary Jane asked.

"Yup." Julius answered.

"No need for a reason or counter arguments?" Mary Jane asked again.

"Nope." Julius said.

"You just agree like that?" Mary Jane asked.

"Yeah of course why wouldn't I? I have powers and I might as well do something with them. Plus being a hero sounds like it would be fun and a good way to spend my extra time." Julius explained.

"Oh ok then." Mary Jane said surprised.

"Yeah well not that this isn't incredibly interesting I have just one question, how are you guys going to attain the money for said activities?" Peter asked.

"What do you mean?" Julius replied.

"Well not that I want you going out there and risking your life for this...let's say 'creative idea', but if you are going to do this you would need the proper materials for a costume that would protect you. Peter explained. "And I'm pretty sure that anything worth protecting your from bullets is worth a pretty penny, last time I checked neither of us has a couple of hundred to spare." Peter continued.

"...Goddammit Pete, you just had to be a dream killer." Julius said after thinking about it.

"I'm not being a dream killer, I'm just being realistic." Peter shot back.

"So realistically if we found someway to make the money we would need for this venture, we could do it?" Mary Jane asked Peter.

"Well yeah I guess." Peter answered not realizing the mistake he just made.

"Well ok then, Julius start looking for ways to get lots of money fast and I'll start working on costume designs." Mary Jane said with lots of excitement.

"Legal ways right?" Julius asked.

"Of course legal, we are not starting your hero career with villainy." Mary Jane responded.

"Ok." Julius said as he hopped onto the computer in the lab and started to search the web, while Mary Jane sat down on a bean bag and took her sketch book out her bag.

"Good thing I carry this everywhere I go." Mary Jane said as she started to brainstorm ideas.

"Wait, wait, wait you guys are not serious." Peter said looking at the pair with disbelief.

"Uh, yeah dude we are." Julius said turning to look at his cousin.

(End)

Me: Well that's a rap.

Disclaimer: Well done, set up for the next chapter seems to be good.

Malice: Though it still took you forever to put this out.

Me: Yeah now it's just that wrestling match then the true story can begin. Anyway time to close out, please read and review.

Everyone: Ja Ne.


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